It is both a
requirement of the law relating to the provision of services and also good
professional practice to set out clearly in writing the terms and conditions
upon which we provide you with professional services.

This letter
of engagement complies with this requirement. We would request that you
carefully read through this letter to ensure there is no misunderstanding
between us. If you agree to the terms and conditions set out,then please sign and return the spare copy
to us. If there is any point upon which you require clarification, then please
contact us. If, within four weeks, we have not heard from you or received back
the signed copy, we will assume that you are in agreement with the contents of
this letter.

This
engagement letter is governed by and construedin accordance with English Law. The Courts of England willhave exclusive jurisdiction in relation to
any claim, dispute or difference concerning this engagement letter and any
matter arising from it. Each party irrevocably waives any right it may have to
object to any action being brought in those courts, to claim that the action
has been brought in asn inappropriate forum , or to claim that those courts do
not have jurisdiction.

Except as may
be otherwise provided by law , any liability to any third party arising under
the Contracts (Rights of Third Parties ) Act 1999 is hereby excluded.

Part 1 - Services to be provided by us.

We agree to
:-

1. Prepare accounts on the following basis
:-

1.1 Prepare your annual accounts in
accordance with all relevant Accounting Standards from the records maintained
by you,and on the basis of information
suppliedby you and to provide advice
and assistance on the most appropriate records for you to keep.

1.2It is expressly agreed that the accounts preparationis not an auditand is limited in its scope, as you are not subject to statutory audit,
and we have no statutory duty to report on the accounts. We will , however, as
your taxation agents, include a report on the accounts when these are submitted
to the Inland Revenue . In the absence of special circumstances, the report
will be addressed to yourselves and be worded as follows‘We have prepared these financial statements
from the books , records and explanations received, and certify that the
accounts are in accordance therewith. We have not carried out an audit or other
review, and consequently we do not express any opinion on these financial
statements ‘.

1.3 Our work will not be an audit of
the accounts in accordance with Auditing Standards. Accordingly , we shall not
seek any independent evidence to support the entries in the accounting records,
or to prove the existence, ownership or valuation of assets, or the
completeness of income, liabilities or disclosures in the accounts. We shall
not assess the reasonableness of any estimates or judgements made in the
preparation of the accounts. Consequently, our work will not provide any
reasonable assurance that the accounting records are free from material
misstatement, whether caused by fraud, other irregularities or error,

1.4 We have a professional
responsibility not to allow our name to be associated with accounts which we
consider may be misleading. Therefore, although we are not required to search
for such matters, should we become aware, for any reason, that the accounts may
be misleading , and the matter cannot be dealt with by means of adjustments to
the accounts, we shall withdraw from the engagement , and shall notify you in
writing of the reasons.

1.5 As part of our normal procedures,
we may ask you to provide written confirmation of any information and
explanations given by you orally in the course of our work.

2. Dealing with taxation matters :-

2.1We will deal,as your agent, with all taxation matters ofa routine nature arising in connection with
your affairs arising out of the Self Assessment procedures and to comply with
the filing requirements under the Self Assessment regulations. This is subject
to your having supplied us with all information relevant to your affairs at
least one month before the due date for filing any return, and supplying us
with a signed return , after we have prepared the necessary figures, at least
one week before the due date for filing the return.

2.2 It should be noted that we can only
negotiate with the Inland Revenue on the basis of information supplied by
yourself, or third parties acting on your authority.

2.3 This service excludes any
investigation into your affairs by the Inland Revenue, H M Customs and Excise
or the NIC authorities,and also
excludes enquiries , ( except enquiries of a minor or routine nature) raised
upon your return under the formal enquiry provisions which would be the subject
of a separate letter of engagement.

2.4 In particular, this service
includes :-

(i) preparing
and submitting ,subject to your agreement, the Self Assessment Income Tax
Return, on the basis of information provided to us by yourself.

(ii) We will, without reference to yourself, acting as
your agents deal with all correspondence, assessments, payment demands,
including lodging, where necessary appeals and claims, and applications for
postponement of payment.

(iii) Where
it is necessary in connection with your returns to prepare accounts or
statements of income and expenditure in respect of trading or property letting
we will obtain your approval and submit these to the Inspector of Taxes with
your annual return, but we would reserve the right to charge an additional fee
for preparing any such accounts ifsuch
work is additional to that covered under ( 1) above.

Part 2 – Information to be supplied by you
and agreements by you

For your part
,you agree :-

1.1 To comply with any conditions set
out in Part 1

1.2 To supply us with all information
in relation to your affairs that we may reasonably require, or that is relevant
to your affairs, promptly and in good order.

1.3 That notwithstanding our obligation
under this letter of engagement to prepare Tax Returns, Accounts, etc, you( and you alone) are responsible for the
accuracy and completeness of your accounting records or other records and that
all liabilities, howsoever arising, as a result of errors, inaccuracies,
omissions, commissions or a lack of clarity in your records, insofar as they
attach to us, are excluded, unless it can be proved that we had specific
written notice of the inaccuracy or incompleteness of your records.

1.4To follow our advice in relation to the nature of your bookkeeping,
accountancy and other records.

1.5To fully comply with the Self Assessment Regulations in all matters
including, in particular, the requirement to retain all your records,personal and business for a period of
(usually) six years after the end of the tax year involved. More precise
details of the requirements are available upon request.

1.6
That nothing in this letter makes us directly or indirectly responsible for the
payment of any taxes. You agree that you remain fully responsible for the
payment of all taxes relating to your affairs. You also agree that no payment
should be made to the Inland Revenue in respect of Income Tax orNIC, without first having received written
advice from ourselves that the sums demanded are correct. You also agree that
any tax demands should be forwarded to us as soon as possible for checking, in
order to minimise the risk of either interest or penalties.

1.7 That you will supply us immediately
upon receipt by you with copies of any documents or notices served upon you by
the Inland Revenue

2.You are responsible for makingavailable to us , as and when required, all theaccounting records, and other relevant
records and related information

3.You are responsible for the accuracy and completeness of the
information supplied to us which entails ensuring that internal controls are
adequate and that appropriate accounting policies are selected and applied.

Part 3 - Non Compliance by yourself

1.1 If at any time you have not fully
complied with our advice in relation to your accounting records or

1.2 You have not supplied us with the necessary information to deal
with your affairs within any statutory time limits (and the time limits set out
in this letter of engagement shall be of the essence for the purposes of
complying with statutory time limits) or are in breach ofany matter in 1.8 of Part 2 above or

1.3You have in any other way by omission or commission made
it impracticable for us to comply with our obligations under this letter of
engagement;

then,
provided that your standing order payments are not in arrears, or that any
other amounts due to us have been paid in full, we agree to do whatever we can
to assist in rectifying the situation, but subject to our reserving the right
to make a specific charge on a basis to be agreed before any additional work is
undertaken.

1.4 We must emphasise the severity of
the current rules with regard to interest and penalties that can be applied
bythe Inland Revenue , both in
relation to late payment of tax and late submission of returns. The deadlines
set out by law are critical - not even one days grace is allowed. Penalties and
interest can also arise where you have supplied us with incomplete or
inaccurate information upon which we have relied in making estimates of your
liabilities in order to agree payments on account with the Inland Revenue.

Part 4 - Other work

Any work of
whatsoever description not included in this letter of engagement shall be the
subject of a separate agreement ,and this letter shall be taken to be a full
and inclusive statement of the matters referred to.

We will be
pleased at any time to advise you on any business or taxation matters which you
care to refer to us.

Part 5 - Personnel

The work will
normally be undertaken by Peter Brown

Part6 - Fees

1.1Our fees are normally calculated on a time
basis , and the charge out rate will reflect the levels of skills and knowledge
involved. We will normally give you an indication of the likely level of work
and hence fees that may be involved with any area of work before we undertake
any particular matter. Bills will be raised at appropriate intervals during the
year and will be payable by you within 30 days of an account being rendered.

a.If it becomes necessary for us to withdraw from the engagement
at any time, for any reason, then our fees for time spent up to that point will
be payable whether or not any particular matter has been completed.

b.In law, we are entitled to retain possession of any books and
records that are your property , in respect of which we have carried out work,
and for which fees are payable, until such time as the fees have been paid.
This is known as an accountant’s lien, and we would reserve our rights to
enforce such a lien.

c.We reserve the right to prohibit the circulation or
publication ofany document we have
prepared on your behalfif either the
fees in respect of that document remain unpaid or if , in the light of
information which has come into our possession subsequent to our completion of
the document , we are of the opinion that we would not have completed that
document had the information been available at the time of completion.

d.If
it is necessary to carry out work beyond the responsibilities outlined in this
letter , this will involve additional fees.

e.Invoices are payable in full before the report is signed and
the accounts are made available for filing with the Inland Revenue.

Part 7 – Complaints and queries

If you have
any queries in relation to specific matters you should refer to Peter Brown.

Part 8 - Retention
of and Access to Records

1.1During the course of
our work we will collect information from you and from others acting on your
behalf and will return any original documents to you following the completion
of your accounts.

1.2Whilst
certain document may legally belong to you, we intend to destroy correspondence
and other papers that we store which are more than seven years old , other than
documents we consider to be of continuing significance. If you require
retention of any document you must notify us of that fact in writing.

1.3As
part of our ongoing commitment to providing a quality service,our files are periodically subject to an
independent quality review. Our reviewers are highly experienced and
professional people , and of course, are bound by the same rules of confidentiality
as this firm.

We apologise
for the length and complexity of this letter ,but there is little point in
skimping an a letter which we hope will be the foundations upon which a long
and mutually rewarding business relationship will be built.

Yours
sincerely

Peter Brown

Sole Trader engagement letter

NAME

Income TaxReturn for the year ended 5th April

An aide memoire of items required for completion ofthe tax return

This note is not exhaustive and if you consider there is
further relevant information , then please supply it to us